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Commercial & Global Operations Counsel

Location:
United States
Posted:
December 30, 2011

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Resume:

AYOADE (A.Y.) ADEWOPO, Esq.

***** ***** *****, ************, ** 46231, USA

+1-317-***-****

*************@*****.***

PROFESSIONAL QUALIFICATIONS

Solicitor (England and Wales)

Attorney at Law (Indiana, USA)

Senior Legal Counsel with outstanding track record of advising executive management on strategic and operational matters across diverse industry sectors, including: consumer products, global trade, service, manufacturing, construction, distribution and private practice. Has extensive document review experience with both hard copy and online document reviews. Demonstrated leadership in developing and managing legal function teams. Collaborative partner to business unit leaders and senior management teams. Possess in-house corporate counsel and large firm training experience in diverse areas.

Corporate Compliance & Governance Multinational Mergers & Acquisitions

Marketing/ Advertising Real Estate Transactions

International Trade Import/Export Global Sourcing Transactions

Government Markets & Contracting Litigation Management & Expense Control

LEGAL & CORPORATE EXPERIENCE:

Ingersoll Rand PLC (NYSE: IR) Jan 2008 – Aug 2011

Assistant General Counsel

Acting General Counsel (April – September, 2010)

Security Technologies Sector

• Member, Americas Leadership Team

• Supervised four lawyers and a paralegal while serving as interim General Counsel

• Worked as General Counsel for the Americas Business, which includes the following business groups and subsidiaries: Sales group, Marketing group, Sourcing group, Steelcraft, LCN, Von Duprin, Schlage Lock Company, Electronic Technologies Corporation (ETC) and Xceed ID. Was Responsible for over $1billion of the Sector’s business.

• Drafted and negotiated commercial contracts with net worth in excess of $500,000,000.

• Managed acquisitions and divestitures for the sector.

• Managed all International Sales Agreements and Service Providers in the Americas region

• Appointed Co-Chair of Sector’s global expansion committee and co-managed business expansion programs in the Americas.

• Conducted and supervised the electronic document review process for Mergers & Acquisition projects, litigation projects, antitrust investigations and Construction contract disputes.

• Assisted in implementing company policies and procedures regarding legal/regulatory requirements, ethics and business conduct.

• Worked with business procurement/sourcing in effective close-out of suppliers deemed not strategic without jeopardizing current support.

• Prepared training materials and conducted training sessions with employees and business partners, focusing on issues specific to each group and stays abreast of industry legal trends and new laws and regulations in order to give pro-active legal advice.

• Expert in Government Contracts processes

• Handled a variety of legal matters presented to the company, such as drafting, negotiating and reviewing of contracts, resolving business disputes, labor union & IRS audits, and product safety.

• Assisted several departments in developing and implementing policies and procedures; provided advice and counsel to various departments regarding general legal requirements/compliance and best practices and strategies for managing risk.

• Supervised outside counsels on all legal matters.

• Supervised all advertising and marketing legal issues, including Federal Trade Commission issues.

• Advised company on diverse transactions, including commodity hedging, mergers, acquisitions, global or cross-border joint ventures, supply, purchasing, outsourcing, Recruitment Process Outsourcing (RPOs), transportation transactions, US customs law, US export control regimes and global security issues.

• Recipient of the Sector President’s Award for Operational Excellence – 4th Quarter, 2008.

The Scotts Miracle – Gro Company (NYSE: SMG) (Ohio, USA; Lyon France)

Senior Counsel, Corporate & Global Operations Jan 2007 – Jan 2008

• Developed, oversaw and directed the global trade legal function of the company. Managed a team of 3 lawyers and 2 paralegals in Europe.

• Acted as chief legal adviser on business decisions for all international regions, including strategy and implementation, especially in the emerging markets, Europe and the Asia Pacific regions.

• Developed and implemented all the Global Trade Ethics and Compliance Policies for Company and communicated same to management, employees, agents, JV partners and contractors. Monitored compliance with these requirements and made recommendations for change when appropriate.

• Negotiated actively with suppliers to support and exceed business requirements. Accomplished annual savings of $2 million.

• Improved corporate cash flow by renegotiating supplier payment terms to achieve 76% of the base at Net 60 Days payment terms.

• Worked with suppliers and engineers on value engineering and value analysis programs.

• Built strategic relationships between top management and the suppliers. This resulted in improved market knowledge and decreased inter-organization conflict.

• Worked on developing China based suppliers aggressively that resulted in secured support and repositioned the competitiveness within the supply base.

• Counseled the global sourcing group and other departments in the company on global trade compliance issues.

• Implemented strategic business-growth initiatives, managing through crisis and change.

• Selected and supervised outside counsels on global trade issues.

• Reviewed various applications to conduct overseas contracted projects, technical consulting and establishing non-trade joint ventures.

• Prepared various corporate report filings with the Securities and Exchange Commission.

• Worked on all elements of deal origination, corporate sales, acquisitions, disposals, mergers, initial public offerings and refinancing.

• Provided both advisory and investment support as it relates to business equity stakes.

• Advised on processing and completing the valuation of target companies during acquisition processes.

Coleman Stevenson & Montel LLP, Attorneys at Law (Indianapolis, Indiana)

Senior Counsel July 2005- December 2006

• Advised several corporate clients on corporate governance matters; extensive experience in domestic and cross-border transactions. Conduct various analyses of foreign market characteristics. Advised several foreign investors on relevant legal and related business issues in the US.

• Provided assistance to clients on customs, international trade, general corporate, government contracts, and strategic business matters.

• Helped private clients and government agencies navigate the complexities on each phase of a transaction, including: preliminary evaluation and due diligence, interfacing with local counsel and host country negotiations, drafting, reviewing and negotiating project documents, term sheets, financing agreements and security documents.

• Played integral roles in export control and customs law transactions for highly regulated local, national and international industries. Served as counsel to Kafakumba Development Projects, a major development company based in Zambia, Kimbo International Finance, South Korea and E-Sopht Technologies, a software company based in Ghana.

• Represented clients in diverse transactions, including international joint ventures, stock and asset purchases, international sales & distributorships, advertising, outsourcing, real estate and construction financing.

• Extensive experience in personal and corporate immigration matters.

Ice Miller LLP, Legal Counsel (Indianapolis, Indiana)

Summer Associate; Associate Attorney May ‘01 – June ‘05

• Worked as the chief contracts counsel on the new Indianapolis International Airport construction project (seconded to the Indianapolis Airport Authority by the firm). Reviewed or delegated review of all the contracts involved with the airport construction.

• Represented clients in diverse transactions, including international joint ventures, stock and asset purchases, international distributorships, car racing, real estate and construction financing; advised several corporate clients on corporate governance matters; extensive experience in domestic and cross-border transactions.

• Reviewed various applications to conduct overseas contracted projects, technical consulting and establishing non-trade joint ventures with European, Japanese and Chinese contractors, engineering and design institutes.

• Assisted U.S. based companies to obtain export licenses to export medical devices and food items for commercial purposes to Iran, Cuba and other "highly regulated" countries; experienced in advising clients on the technicalities of U.S. export controls with regards to Central America, the Caribbean and throughout Europe. Conducted work in various areas of law relating to the New York Convention on Arbitration, Foreign Corrupt Practices Act and Carriage of Goods by Sea Act.

• Conducted various analyses of foreign market characteristics; worked on European Union laws and regulations in the area of foreign direct investments and competition policies.

• Drafted several joint venture agreements, international sales agreements, advertising agreements and feasibility studies.

• Advised several foreign investors on relevant legal and related business issues in the US.

• Served as a member of the firm's Diversity Committee and Summer Program Lawyer's Advisory Team.

Hong Kong Equal Opportunities Commission, Hong Kong.

Summer Associate May – Aug 2000

• Coordinated and developed marketing strategies for civil liberties awareness; prepared internal memoranda addressing issues arising in areas of civil liberties and equal opportunities on discrimination in the areas of sex, age, disability and familial status; prepared motion to the Hong Kong Court of Final Appeals; attended the United Nations Fall 2000 Human Rights Reports Session to present Hong Kong's human rights reports.

NON LEGAL EXPERIENCE:

McDonald’s Corporation, London, England

Assistant Marketing Manager January – August 1999

• Developed various marketing programs and designs for McDonald’s restaurants in central London; oversaw the planning and set up of new branches; developed and supervised various client satisfaction programs and marketing events.

• Supported regional sales team by coordinating regional marketing activities. Worked with individual restaurant managers to help fulfill marketing needs.

• Developed skills in executive level presentations, market penetration, quality service development, profit maximization and strategic sales process planning.

American Insurance Group ("AIG"), Birmingham, England

Graduate Management Trainee; Sales Manager July 1996 – January 1999

• Trained in various management programs such as personnel, marketing and sales management. Supervised a team of 25 sales mean over a seven-month period, conducted various new employees training programs and participated in customer sales and marketing programs.

• Developed business skills in trade show strategies, relationship marketing, vendor & customer relationship management, competitive contract wins, team building & leadership.

EDUCATION:

Robert Kennedy College, Zurich, Switzerland

Post Graduate Diploma, International Tax Law

Indiana University School of Law, Indiana, USA

Doctor of Jurisprudence

• Associate Editor, Indiana International Law Review

• Chair, Client Counseling Board

• Member, Dean’s Students Advisory Board; Dean’s Tutorial Society; Black Law Students Association; International Law Society and Amnesty International

The Polytechnic, Ibadan, Nigeria

H.N.D. Business Administration and Management

• Vice President, National Student Union

University of Lagos, Nigeria

D.B.I.L. Business and Industrial Law

PUBLICATIONS/PRESENTATIONS:

• Effects of the Nigerian Investment Promotion Commission Act on Global Trade Alliances 1995

• The Role of Economic Sanctions in the Development of a Third World Economy (A case study of Nigeria) 1996

• "But it's just a Bolt, Not a Bullet!" Export Laws Catch the Unwary 2002

• "A Guide for Foreign Individuals and Entities Desiring to Establish Business Operations in the US" 2003

• "Exporting Goods to Canada? Did you know that . . ." 2005

PROFESSIONAL/COMMUNITY INVOLVEMENT ACTIVITIES:

Past President, Marion County Bar Association, Indianapolis (2006)

Past President, Association of Nigerians in Indianapolis (2003 –2006)

Former Board Member, Marion County Public Defender Board of Directors (2004-2006)

Former Board Member, Indianapolis Bar Association (2006)

Member, Indiana State Bar Association

Member, World Trade Club of Indiana

Member, International Bar Association

Member, Nigerian Lawyers Association, USA

Member, Corporate Counsel Association

Volunteer, International Center of Indianapolis & the Indiana Black Expo

REFERENCES (per request)



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